SECURITIES AND EXCHANGE COMMISSION

                       Washington, D. C. 20549


                                     

                               FORM 8-K

                            CURRENT REPORT



                  Pursuant to Section 13 or 15(d) of
                 The Securities Exchange Act of 1934


   Date of Event Reported: February 28, 1997


                        TUPPERWARE CORPORATION
        (Exact name of registrant as specified in its charter)




   Delaware           1-11657              36-4062333 
(State or other     (Commission           (IRS Employer
jurisdiction of     File Number)        Identification No.)
incorporation)

    P.O. Box 2353, Orlando Florida                  32802    
  (Address of principal executive offices)        (Zip Code)

Registrant's telephone number, including area code (407)
826-5050

Item 5.  Other Events

     The Registrant identifies below those risks and
uncertainties which could cause the Registrant s actual
results of operations to differ materially from those
projected in forward-looking statements made by the
Registrant from time to time.  This disclosure is made in
connection with cautionary statements made by the Registrant
pursuant to the  safe harbor  provisions of the Private
Securities Litigation Reform Act of 1995.

Factors Affecting Direct Selling Activities

     The Registrant s products are marketed and sold through
the  direct selling  method of distribution, in which
products are sold to consumers without the use of retail
establishments in the chain of distribution.  The direct
selling system depends upon the successful recruitment,
retention and motivation of a large force of sales
personnel, all of which are subject to varying risks.  The
growth of the Registrant s business depends, in large part,
upon the growth of this independent sales force.  

     Recruitment of a sales force may be adversely affected
by a number of factors, including the following: the
national, regional and local economies, levels of
unemployment, demographic and cultural changes in the
workforce, competition for sales personnel by other direct
selling companies, and the compensation incentives and
structures utilized.  The retention and motivation of the
sales force may be adversely affected by a number of
factors, including the following: the success of promotional
programs utilized by the Registrant, the introduction new
products, the compensation incentives and structures
utilized, opportunities for advancement to higher levels
within the independent sales force structure, and the
availability of alternative employment opportunities.

     Other factors which affect the Registrant s direct
selling business include the extent to which there is
adequate penetration in particular markets, the size of the
average sales per product demonstration, the size of the
sales amount per active product demonstrator, and the
activity rate of the independent sales force.  Sales force
recruits may withdraw from the business after a short time,
leading to a large turnover in the population of product
demonstrators within the Registrant s business.

General Factors Affecting the Registrant s Business

     The Registrant s business is subject to a variety of
general risks, especially due to the scope of the
Registrant s operations.  These risks may include weather,
natural disasters and a number of factors inherent in
operating abroad, including without limitation the
following: currency exchange rates, economic and political
destabilization, other disruptions of markets, restrictive
governmental actions (including restrictions on direct
selling activities, transfers of funds, export duties and
quotas, international customs and tariffs, and unexpected
changes in regulatory environments), difficulty in obtaining
distribution and support, nationalization, the laws and
policies of the United States affecting trade, foreign
investment and loans, and foreign tax laws.  The growth of
the Registrant s business is dependent upon expansion
geographically into new markets.

     The Registrant s business may also be affected by
sources of supply of products, raw material prices, product
demand, competitive products and pricing, manufacturing
efficiencies, new product development, the ability to
enforce patents and trademarks and to prevent the
infringement of the Registrant s patents, trademarks and
confidential information.

                         SIGNATURES

          Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this
Report to be signed on its behalf by the undersigned
thereunto duly authorized.

Orlando, Florida              TUPPERWARE CORPORATION     
February 28, 1997   


                              By:  Thomas M. Roehlk
                                   Senior Vice President,
                                   General Counsel and
                                   Secretary